What We Become
by IAmTheBadWolf1990
Summary: The Doctor lands in London and discovers that it has been taken over by the Minister of War. But just who is the Minister? This is a sequel to What Must Always Be but can be read on its own.
1. Prologue: A Crack in the Universe

Once upon a time the Pandorica opened, a TARDIS exploded, and the universe cracked. Through some of these cracks there was nothing but silence. Through others there were other worlds, other universes. It was through one of these cracks that the figure emerged from.

The man wore a blue suit so dark that it almost looked black. He had dark, slicked back hair and stubble on his chin.

He licked his finger and held it in the air. He nodded to himself as if he had just confirmed something.

If someone from UNIT saw him, they would assume he was the Time Lord known as "the Doctor", but they would be wrong. His singular heart proved that. Anyone else would assume he was human but they would be wrong too.

In reality, he was both and yet he was neither. He was a meta-crisis - a hybrid.

He was the Valeyard and he was going to take back the life that was stolen from him.

* * *

 _ **A/N: This is the epilogue to my previous story, What Must Always Be. I have included it as the prologue to this story so that it could be read as a stand alone. Any other references to What Must Always Be will be pretty minimal.**_

 ** _Be warned, this fic may take a while. Mainly because I still have very little idea what I actually want to do with it. But don't worry, once I find out the main plot line, the rest will all just fall into place. Maybe. Well, we'll see what happens._**


	2. Arriving in London

All across London, people hurried back to their homes, eager to make it back before nightfall. They all knew the penalty for breaking curfew. Well, that was to say they knew there _was_ a penalty. Just what the punishment was exactly was anybody's guess. No one ever came back to let them know the specifics. It was with this in mind that Jack Spencer ran along the street towards his flat. Just a few more blocks with only five minutes to curfew. It would be close but he would make it as long as he didn't get distracted. So he ignored the brave (stupid) teenager writing graffiti on the wall. He ignored the sound of children crying in the distance. And he ignored the strange wheezing sound that came from a back-alley a few blocks back. He didn't want to find out what happened to those who disobeyed the Minister of War.

oOoOo

The Doctor frowned at the scanner. This was not the tranquil green fields of the Eye of Orion that he was expecting to see. This was a grubby looking back-alley. If the Doctor weren't positive that he had put in the correct coordinates, he would have said it was London. Swiping the screen with his finger, he double-checked the space-time coordinates and sure enough, they were those of London, 2017. The TARDIS must have changed them. She must have decided that the Doctor had been avoiding his favourite planet for far too long.

He wasn't sure why, but Earth just didn't have the same appeal as it used to. Maybe it was because of losing his last companion whom he still could not quite remember. Maybe it was because of losing all the others. Or maybe it was the fear of losing any more. Either way, the Doctor couldn't deny his reluctance to be back on Earth. The planet always needed saving and somehow it was always up to him to be the hero. Well, not this time. Whatever crisis the Earth was having (because there always was a crisis whenever the TARDIS took control like this), someone else could deal with it. He was on holiday.

Still... a little look around couldn't hurt.

oOoOo

The good news was that there was no one around who needed saving. The bad news, or at least the odd news, was that there wasn't anybody at all. This was 21st century London, just gone teatime, the streets should be teeming with life but they were just empty. There were no cars on the road. No tired workers driving home after a long day. No taxis taking their new-to-town passengers to their destination the long way round. No families heading down to the (currently shut) restaurants for a nice meal. No gangs of youths looking for entertainment. No music or laughter coming from the local pub. Where was everybody?

The Doctor walked along the street looking for any signs of life. He thought he saw someone peering through the curtains of one of the windows but when he looked back, they had disappeared.

His foot hit something on the ground and he bent down to pick up the offending object; a can of spray paint. He looked to the wall beside him.

RESISTANCE IS STRENGTH. WE ARE THE B

Whoever wrote it must have been interrupted. The Doctor pressed his finger against the words. The paint was still wet. This couldn't have been written more than ten minutes ago.

He continued walking until he reached a square. Still no one on the streets but this time he was sure he saw someone looking through a window at him. They seemed worried. But that thought was pushed to the back of his mind when he saw the statue in the centre of the square.

He stopped just in front of the monument and stared up at it.

'Huh,' he said to himself. 'I don't remember posing for this.'

The statue was of him, and not a bad likeness if he didn't say so himself, but it wasn't of this him. It was him from a couple of regenerations ago. The one with the hair that everyone seemed so fond of. He personally liked his current style better; it was just so much more sophisticated. But then again, all of his incarnations thought that their own style was the best.

The plaque at the bottom of the statue caught the Doctor's eye and he bent down to read it.

IGNORANCE IS STRENGTH. WAR IS PEACE. FREEDOM IS SLAVERY.

 _Very 1984,_ thought the Doctor. That in itself didn't bode well but it was the graffiti underneath that made his blood run cold.

 _Resistance is Strength. War to the Minister of War. Freedom from the Valeyard._

* * *

 _ **A/N: Yes I realise the quote from 1984 is not in the right order but I wanted the graffiti in a certain order so I had to adjust the quote to match.**_


	3. Captured

The Doctor stared up at the statue. He definitely did not remember this. And you would think that becoming the darkest part of yourself and then taking over London would be a bit hard to forget. Unless...

The Doctor thought back to past adventures in which he had met future versions of himself. As a sort of failsafe to avoid paradoxes, he sometimes lost his memories of those adventures. Could that be the reason he couldn't remember becoming the Valeyard? Because he had met a future regeneration? _This_ regeneration?

The Doctor frowned at the thought. It made sense but it didn't help with the wrongness he felt. The idea of becoming the Valeyard had been a shadow over the Doctor's shoulder ever since that damn trial. It had been an unthinkable possibility that he had run from with all he had. After the Time War, the shadow had only gotten bigger and closer and the Doctor was so sure it would catch up with him. But then he had met _her a_ nd for a short while, the shadow had gone. It wasn't even a possibility anymore. How could he turn dark when he had someone so bright in his life? The answer, of course, was having that brightness ripped away from him. But even through that, and even through losing every one of his friends afterwards, he had kept the shadow at bay. It wasn't until Bowie Base One that the possibility felt more like an inevitability. He had come so close. _The Time Lord Victorious_. But he had made it through, or so he thought.

So much for being on holiday.

He continued to stare at the statue, deciding the best course of action. He had three options. Option One: find the resistance and gather as much information as he could; Option Two: find the Valeyard's place of residence and burst through the doors, demanding an explanation (not the best plan but certainly the quickest); or Option Three: get himself captured.

He had just decided on going with Option One when the three policemen appeared, guns at the ready.

'Hands in the air,' demanded one the men and the Doctor obliged. 'You're under arrest.'

Option Three it was then.

'Might I ask what I am being arrested for?' asked the Doctor, slowly turning to face the one who spoke.

The man looked at him as if he wasn't sure he was serious. 'Breaking curfew, of course. It's gone nightfall which means no one on the streets.'

'Why's that then?'

The policeman faltered for a second. 'It just is,' he said. 'The Minister of War has declared it unsafe.'

'Unsafe for whom?'

The policeman had seemed to have had enough. 'Listen, mate, I don't have time for this. It's just the law, alright? And you've broken it so keep your hands in the air and no sudden movements.'

'Of course,' said the Doctor, doing as he was told. The two other policemen moved towards him. One cuffed the Doctor's hands behind his back while the other frisked him for weapons. 'Look, I'm terribly sorry about this. I'm from out of town, you see. I didn't even know there was a curfew.'

'Ain't there a curfew in Scotland?' asked the policemen doing his cuffs. 'How did you get over the wall, anyway?'

'Wall?'

'Hadrian's Wall.'

'Hadrian's Wall?' exclaimed the Doctor but he was interrupted by the officer tasked with frisking for weapons.

'Sarge,' said the officer. 'There's something in his pocket.'

'Well, I'm definitely not happy to see you,' muttered the Doctor, earning a snigger from the other officer.

' _Jacket_ pocket,' said the first officer, who the Doctor had decided to name Tweedledee.

The other officer, hereby named Tweedledum, continued to snigger.

'Well, don't leave us in suspense,' said the Sergeant (he would have to think up an appropriate name for him later). 'What has he got?'

Tweedledee reached into the Doctor's pocket and pulled out a small object.

'Its just a yo-yo,' said the Doctor. 'No need to make a fuss.'

The officer glared at him and threw the yo-yo over his shoulder. The Doctor started to protest but Tweedledee was apparently smarter than he looked because he reached in again and pulled out the Doctor's sonic screwdriver. The Doctor cursed inwardly.

'What's this?' asked Tweedledee.

'A torch,' lied the Doctor.

'Funny looking torch.'

'Giver it here,' said the Sergeant, snatching it out of Tweedledee's hand. 'It doesn't matter what it is, we're confiscating it.' He jabbed his gun towards the Doctor. 'Now move it! We still have ten more blocks to search tonight.'

oOoOo

The Doctor stumbled as Tweedledum shoved him into the small jail cell.

'Don't I get a phone call?' he asked.

The officer slammed the cell door shut and locked it. He walked away without saying a word but the Doctor was sure he heard a chuckle coming from the man.

Well, that was stage one of his plan compete. Now he just needed an audience with the Valeyard, or at least someone higher up in his line of henchmen.

The Doctor looked around the cell. He had been in worse. It was your standard six by eight foot cell with brick walls and a concrete floor. There was a wooden bench that ran along two of the walls, a dark-haired teenage girl sat on it.

They stared at each other awkwardly for a moment before the Doctor broke the silence.

'What are you in for?' he asked.

'Graffiti. You?'

'Breaking curfew. Was that your graffiti on the statue?'

The girl shrugged. ''I've written on a lot of statues,' she said.

'The one in the square.'

The girl didn't respond but the Doctor could see through her.

'So it was you,' he said. 'I guess that makes you part of the resistance.'

'Keep your voice down,' she hissed. 'The room is probably bugged.'

The Doctor looked around. It didn't look like somewhere the Valeyard would keep his most valued prisoners. This place was probably just used for common law-breakers and anyone who was a bit too slow in getting home. Still, better to be safe than sorry. He wanted to keep his identity hidden from the Valeyard for as long as possible, it was the only advantage he had at the moment. He just hoped that Tweedledee and Tweedledum had not taken too much interest in his sonic screwdriver. He once again mentally cursed himself for allowing it to be taken.

'I'm Anna, by the way,' said the girl, holding out her hand.

The Doctor's mind ran through all the possible aliases he could use and which ones would give him away. John Smith was definitely out. The Valeyard would see that one a mile off.

After what felt like forever but was only a few seconds, he took her hand and shook it.

'I'm Rory,' he said. 'Rory Pond.'

oOoOo

The Valeyard looked out at his domain. Well, what he could see of it, anyway. Buckingham Palace didn't exactly have the best view. London was such a dreary place, he thought. He didn't know why he always seemed to come back here. Except for this time, of course. He knew exactly why he was here this time. He had a plan and it was running like clockwork. All he had to do now was wait.

He was interrupted from his thoughts by a knock on the door.

'Enter,' he said.

A tall, slim man in a black uniform stepped into the room. The red stripes on his shoulder indicated his position as Chief of Police.

'Sir,' he said, giving a salute. The Valeyard nodded for him to make his report. 'One of the local police forces have picked up someone breaking curfew.'

'What are you telling me for?' asked the Valeyard. Why should he care about such trivial things? 'You know what to do. Get rid of them. I don't need any more test subjects.'

'Yes sir,' said the man. 'It's just, he had this on him, sir, and I thought you may want a look.' He held up a sort of chunky, elongated device. 'None of us could get it to work.'

The Valeyard took the device from his the Chief and pressed a button. The device lit up at once. Little rectangles of bright blue danced around the tip.

'He's redesigned it,' he said and then frowned. 'I don't like it.'

'What is it?' asked the Chief.

'Its a screwdriver. It's sonic,' he explained after seeing the Chief's dumbfounded expression. These humans had such tiny little minds. So easily distracted by a few pretty lights. 'Where is this prisoner?' he asked.

'Chiswick Police Station.'

The Valeyard chuckled. 'Well, isn't that wizard.'

'Sir?'

'Never mind. Just get my car. I want to pay this prisoner a visit.'

'Yes, sir,' said the Chief, giving another salute before leaving.

The last piece of his plan was falling into place. He had lost his most valuable piece of leverage but no matter. The plan would work without it.

He was done waiting.

* * *

 **A/N: I do apologise for my grammar. I know it can be pretty terrible at times.**


	4. The Resistance

The Doctor and Anna sat in awkward silence. It had been at least ten minutes since anyone had said a word and the Doctor had gone past boredom and onto agitated pacing.

'Will you just sit down!' snapped Anna after the Doctor had finished lap ninety-two of the small cell.

'I'm bored!' complained the Doctor. 'Surely they're not just going to keep us here all night? They must have some sort of routine interrogation to do, why don't they just get on with it?' He shouted out to the guard he knew must be in the next room. 'HEY! What's taking so long?'

The guard ignored him.

'We've only been here for 20 minutes,' sad Anna. 'And I don't think you want to find out what their idea of "interrogation" is. Better to wait.'

The Doctor looked at her quizzically. 'Been through it before?'

'No. I just heard the guards laughing about it before you got here. They didn't seem to care that they were letting bits of information slip. Doesn't bode well for my chances of survival.'

The Doctor wasn't sure what to say. He reached into his pocket and pulled out a stack of cue cards (the policemen had let him keep them after they had finished laughing) and started sorting through them for something appropriate.

He had just found one when he heard a muffled cry from outside the door followed by the unmistakable sound of a key in a lock. The door swung open to reveal a dark skinned man with short-cropped hair. He held the key in one hand and a gun in the other.

'Mickey!' said the Doctor before he could stop himself.

Mickey looked at him in confusion. 'Do I know you?'

'We met once but it was a long time ago, you probably don't remember.'

Mickey shook his head. 'Whatever, let's just get going. The Minister is on his way, we don't have much time.'

'Well, you had better take Anna and go then because the Minister is just the person I was hoping to see.'

'No you really don't want to do that,' said Anna, grabbing his hand and dragging him out the door. 'You wanted to know about the Resistance, well now is your chance. Let's go.'

The Doctor reluctantly allowed himself to be dragged out of the cell but pulled his hand free when they reached the Police Desk where a dark-haired woman waited for them. Another guard lay unconscious on the floor.

'Hurry up!' she said

'I just have to get my things,' said the Doctor, moving towards the desk.

'We don't have time,' said the woman but the Doctor ignored her.

He pulled out every drawer of the desk and tipped its contents onto the floor. 'Where is it?' he mumbled.

'Whatever you are looking for, just leave it,' said Anna, once again grabbing his hand and pulling him away.

The Doctor had just enough time to grab his yo-yo off the floor before he was being ushered through the door.

He looked at the empty street. 'Where's the getaway car, then?'

'Around the corner,' said Mickey.

The group rounded the corner and headed towards a black SUV with the word "POLICE" on the side.

'We managed to steal one a few months back,' said Mickey. 'Only way we could drive around at night without being spotted a mile off.'

The sound of a car coming from the other direction cause the group stop and turn. The screeching of brakes indicated that it had stopped outside the police station.

The Doctor moved back towards the corner and peered around it. A silver Rolls Royce was parked outside the police station. The driver got out and opened the back door. The Doctor watched his younger self step out onto the street. He wore a dark blue suit (no pinstripes) and smart black shoes. His once gravity-defying hair was now combed back.

But something wasn't right and it wasn't just these small changes. Whenever the Doctor had met a younger version of himself, he could always feel a sort of echo in the back of his mind. Like he was remembering the events as they were unfolding. But this time there was nothing. No echo, no sense of déjà vu, nothing.

He was pulled out of his thoughts by Mickey grabbing his shoulder and dragging him into the back of the car. Mickey got into the front passenger seat and told the driver to go.

The Doctor sat on the seat between Anna and the other woman. 'So, are we going to your little base?' he asked.

'If we make it in one piece,' said the driver. 'It's pretty risky driving at night even if this is a Police vehicle.'

The Doctor leaned forward to look at the driver. He recognized that voice.

'Martha Jones,' he beamed and turned his head towards Mickey. He didn't miss the matching wedding rings the pair were wearing. He turned back to Martha. 'How is married life treating you?'

Martha looked at him suspiciously. 'Fine, thanks. Sorry, but who the hell are you?'

'His name is Rory Pond,' answered Anna. 'He only got pulled up for breaking curfew so I don't see why the Minister would make the effort of coming all the way down here.'

'It's probably because he found my sonic screwdriver,' said the Doctor and the car suddenly screeched to a halt.

The Doctor picked himself off the car floor and looked up to see Mickey and Martha staring at him.

'Doctor?' asked Martha.

'Hello.'

Anything else that he was about to say was cut short by Mickey's fist colliding with his face.

The Doctor cried out in pain and leaned back into his seat.

'What the hell was that for?' demanded Anna.

'No, it's all right,' insisted the Doctor. 'I deserved that one.'

'Damn right you did,' said Mickey before signaling Martha to keep driving.

'But one free shot is all you get.' Once he was sure his nose was not broken, he continued. 'Look, I'm sorry for whatever I have done, and I'm sure you have every right to be angry….' Mickey had turned back towards the front and was glaring at him through the review mirror. 'But I'm going to fix it. I can't remember doing any of this so that must mean that a future me must have interfered. So, that's exactly what I'm going to do. Interfere.'

Mickey and Martha were throwing confused glances at each other. 'What the bloody hell are you going on about?'

'Look, it's quite simple. Past me took over London but was stopped by present me and then repressed all memory of the event so that present me wouldn't cause any paradoxes by using my foreknowledge to change things. Clear?'

'I don't think he knows,' said Martha.

'I think you're right,' said Mickey. 'Don't tell him. I want to see his face when he realises what he's done.' He turned to face the (very confused) Doctor. 'You really screwed up this time, boss.'

oOoOo

The rest of the journey was spent mostly in silence. After what felt like forever, they drove into the staff car park of a London hotel.

'The borders are shut, so the hotels are mostly empty,' explained Martha. 'Ideal place to house a resistance,'

'And the undercover parking is a bonus,' said the other woman whom the Doctor now knew as Jedda.

'I can't believe it,' said Anna, hoping out of the now parked car. 'I'm actually in the Resistance's base of operations. 'Does this mean I can actually do something instead of writing pointless graffiti?'

'It's not pointless,' said Martha as the group headed towards the stairwell. 'You are giving people what they need most: hope. You are letting them know that there are people fighting for their freedom. Believe me, words can be a powerful thing.' She shot a quick smile towards the Doctor.

He smiled back, remembering a time when Martha Jones brought down the Master by walking the Earth, telling stories. His smile faltered. Somehow, he doubted that would work this time. Martha must have noticed because she slowed down to walk beside him as they entered the stairwell.

'That's how he became the Minister of War,' she said. 'He redesigned the Archangel Network so that people would buy in to all his speeches. Eventually he blew up Parliament - Guy Fawkes style - and blamed it on terrorists. He then declared England under Martial law and closed the borders.'

'Yes, I heard about Hadrian's Wall,' said the Doctor.

'As soon as he had England under his control, he turned off the Network so no one could use it against him.'

'What about the other countries? Didn't they try and help?'

'There was a big meeting after Parliament fell. All the leaders of the world attended. We don't know what happened but they all went back to their own countries and we haven't heard anything since. We don't have any wifi or mobile phone signal anymore and none of our landline phone calls are getting through. He even shut down the Sub-wave Network. We're on our own.'

'Not anymore,' said the Doctor.

They exited the stairwell into the main reception area. There were a couple of people sitting on the lounges looking anxious.

'Every now and then we get guests who stay here because they couldn't make it home before curfew,' explained Mickey.

'How do you know they won't give you away?' asked Anna.

'A little memory-wiping drug from Torchwood. It's called Retcon.'

The group passed through Reception and continued down the hall until they reached a set of double-doors. They entered what appeared to be a seminar room used for events and meetings. At the moment, it looked more like a War Room. There was a huge wooden table in the centre of the room. It was littered with files, papers and at least two maps. Big chairs surrounded the table, only one of them occupied. A young man with glasses was sitting at the far end of the table, nose deep in some important looking file.

'Hey, Reg,' called Mickey, 'Go get the boss, would you?'

The man nodded and hurried out of the room.

'I thought you would be the mastermind behind this operation,' said the Doctor.

'I wish,' replied Mickey. 'Nah, trust me, we definitely have the best person for the job.'

'Jedda, why don't you go organise a room for Anna?' said Martha. 'I have a feeling that she will be staying with us a while. Better get one for the Doctor as well.'

'No need. I have my TARDIS.'

'Unless the Valeyard's men find it before daybreak,' argued Martha. 'Two of our members are part of a construction company and have their own truck to get it here but we can't use it until after curfew is lifted.'

The Doctor didn't like the idea of his TARDIS being left all night but Martha was right, getting it now would draw attention to it. Best to leave her where she was for now.

'Fine,' he said, 'but I still don't need a room.'

Jedda nodded and led Anna out of the room, leaving the Doctor alone with his two former companions. He moved around the table, picking up random papers as he went.

'Quite a bit of information you got here. Someone on the inside?'

'A couple of low level employees,' said Mickey. 'No one too high up.'

'And yet you still have rough plans for something called a RCA. Isn't that a record label? Anyway, it looks pretty top secret.'

Any answer that Mickey was about to give was cut off by the Doctor half-diving across the table to reach for another piece of paper. He held it up to Mickey.

'Bad Wolf? That's the name of your resistance group? Really?'

'It seemed appropriate,' said a voice from the door.

The Doctor froze. He would recognise that voice anywhere but it couldn't be here. The owner of that voice was safe and happy in another dimension. He slowly lowered his arm and turned around to look at the person who couldn't possibly be there.

'Hello Doctor,' she said.

He let out a breath he hadn't realised he was holding.

'Rose.'


	5. The Reunion

This wasn't right. This _couldn't_ be right. Rose Tyler was standing not ten feet away from him but that should be impossible. He could just about believe that his tenth self might have snapped and let the darkness take over (he did get a bit close towards the end there) but not while he was travelling with Rose - never with Rose.

She was standing right in front of him now (when did that happen?) and he should really say something, shouldn't he?

'Ro-'

 _smack_

Any words the Doctor may have been about to say were stopped short by Rose's hand colliding with his face.

'OW!' he cried. 'Christ, you're worse than your mother!'

He caught Rose's wrist as she swung in for another go.

'If Mum was here you would be in for a lot more than just a slap,' she replied, eyes blazing.

He ignored her comment; his mind was far too busy cataloguing all the little differences in her appearance. Her hair was a different shade of blonde; she had a few extra scars and she looked thinner than he had ever seen her. This was not the Rose he had travelled with nor was she the one who went hopping through dimensions to find him. This was his Rose, that was for sure, but she was older and more hardened. He could see it in her eyes.

She must have come back through the void but how? Why? And where was… oh.

The realisation hit him as if he'd been slapped again. That's why he couldn't remember. That's why there was no echo. It wasn't him who had become the Valeyard - it was the meta-crisis.

The Doctor's blood boiled. His human clone had gotten everything that he wanted: a life with Rose. How dare he throw that away.

He looked down at his former companion; she was still glaring at him. He slowly let go of her wrist.

He vaguely registered the sound of Martha ushering her husband out of the room ('You've seen him get slapped, now let's leave them to it.') and then the sound of a closing door.

'Rose,' he began. 'I-'

'Don't say it!' she snapped. 'Don't you dare say you're sorry. You're always so bloody sorry. You left me with a maniac!'

'I didn't know he would be like that.'

'You knew it was a possibility. He committed genocide but you were in such a damn hurry to dump me back in a parallel world that you didn't even think.'

'Is that what you really think?' he asked, his own anger flaring now. 'Leaving you with him was one of the hardest things I've ever had to do. Besides, you didn't seem to mind that much, if the way you were snogging him was anything to go by.'

Rose was visibly shaking now. 'You… you've got no clue. The things he made me do, made me _think_ …'

'Well – wait, what do you mean "made you think"?'

'Doesn't matter,' she said turning away but the Doctor walked around her so that they were still face-to-face.

'No, Rose, it does matter. What did he do to you?' Still no answer 'He went inside your mind, didn't he? Used his telepathic powers to change the way you saw things? Made you do whatever he wanted.'

'Doesn't matter,' she repeated, turning her head away from him again.

If the Doctor was angry before, it was nothing compared to the apocalyptic rage he was feeling now. How could he have been so wrong? The meta-crisis was supposed to be just like him. He was supposed to care for Rose - _worship_ her even, not violate her in this way.

The Doctor turned and stalked towards the door.

'Where do you think you're going?' Rose asked.

'Well, seeing as there is no threat of a paradox, I'm going to go do what I should have done in the first place and throw the bastard into the nearest supernova.'

He opened the door but it slammed back shut again. He looked down to see Rose with her back to it, keeping it closed.

'You can't do that,' she said.

'The hell I can't. Let me through.'

He tried the door again but Rose was throwing her whole weight against it.

'No. I'm not letting you do this.'

'Why not? After what he's done, he deserves it.'

'What's happed to you? Is this the kind of man you are now?'

The Doctor stopped trying to open the door and looked back down at her. She looked just as she did that day in Henry Van Statten's museum The day she stood between him and a Dalek.

 _What about you, Doctor? What the hell are you changing into?_

He stepped away from the door and sighed. 'Start from the beginning,' he said. 'Tell me everything.'

He pulled out a chair and sat down at the table. She stayed at the door for a moment as if she wasn't sure if he was going to try to get out again. Eventually she moved away from the door and took the seat opposite the Doctor.

* * *

 **A/N: This chapter and the next one were probably the hardest ones to write. I had a couple of different ideas about what Rose's reaction to seeing the Doctor again would be and in the end I kind of just joined them all together but I think I'm happy with it. She's less angry in the next chapter.**

 **And yes I am basing a lot of the Valeyard's character on Kilgrave. How did you guess?**


	6. Rose's Story

Rose didn't know where to start. There was so much to say, and despite the Doctor's insistence on telling him everything, there were certain things she didn't want to tell him.

She looked up at the Doctor but it was a mistake, his eyes reminded her so much of her first Doctor. The way they seemed to be staring straight into her soul. So she decided to focus on the space behind his right shoulder instead.

'Everything was all right at first. Well, as all right to be expected. Dad gave him a job at Torchwood and we got him fake papers and ID - John Smith, of course. He settled in and it wasn't long before he became the head of our science department. He still did field work when he got bored but he spent most of his time in the lab.'

'And then the Cybermen returned… but they were different. There weren't as many and they didn't seem to want to turn anyone else into Cybermen. They just killed people. Not everyone though, just a few in certain government positions. "Just the important people" according to John. That's when I knew for sure that he wasn't you. You always said that everyone was important.'

'Anyway, Torchwood found out that the Cybermen were being controlled by someone, and that's when they came after Dad. He…' Rose sniffed and wiped away a tear with her sleeve. 'He didn't make it.'

'I'm sorry,' said the Doctor.

'It was chaos. Jake was trying to pull Torchwood together, Mum was a mess, and nearly all the governments of the world had fallen. Most countries were being governed by the military and we were on the brink of World War IV - World War III was in the sixties in that universe. Then John stepped up, told us all that he could keep the peace. Everyone was so desperate for a hero that they believed him. Well, almost everyone.'

'When he was away on his so-called peacekeeping missions, Jake and I looked more into the Cybermen. They hadn't been any more appearances since John had made his announcement. It took a while but we eventually found out who was controlling them. It was John.'

'I didn't want to believe it but I knew it was true. So we assembled a team and we confronted him when he got back from his trip. He didn't even try and deny it. He just laughed at us silly little humans for taking so long to find out the truth. That was the first time I heard him call himself "The Valeyard".'

'Then his own personal guard walked out. We weren't expecting that. They started shooting at us but my team were good at what they did. They fought back but the Valeyard slipped away. Me and Jake chased after him and caught up to him. I had a clear shot but I couldn't do it. I hesitated and that mistake cost Jake his life.'

'The Valeyard walked over to me and touched my shoulder, just like he did on that beach, and he whispered into my ear. He told me that he was the real Doctor and that Jake was the one who sent the Cybermen after my Dad and I believed him. It felt so strange. Like I knew in the back of my mind that he was lying but the rest of my mind didn't care.'

'He hypnotised you,' said the Doctor. It came out as a bit of a growl but it was hard to tell with the new accent. 'Time Lords are telepathic but some use that against less intelligent species.'

'Oh, thanks.'

'I didn't mean… Anyway, continue.'

'So after that, it was a bit like old times, at least that's what he had me thinking. The Doctor and Rose Tyler against the world but it wasn't enough. He wanted to get back to this universe. He tried rebuilding the Dimension Cannon but he couldn't get it to work.'

'How did you get back?'

'There was a sort of crack. In that damn white wall of all places. I thought it was just a normal crack in the wall but he said that if the wall was knocked down-'

'The crack would still be there,' the Doctor finished for her.

'Yeah. I figured you would have had something to do with it,' she teased. She may have even smiled a bit.

'He ran some tests and found out that it lead here so he opened it and we came through.'

'So how did he become the Minister of War?' asked the Doctor. 'Martha already told me about the Archangel Network and blowing up Parliament but how did he get that far?'

'By pretending to be you. He went to UNIT and told them that we had lost the TARDIS and seeing as he was still their scientific advisor, he asked for his job back. He didn't fool everyone for long but he didn't need to. Once he got the Archangel Network going again he slid into his role of Minister quite easily.'

'Torchwood was already gone and UNIT had their hands full with the Zygons so there was no one to stop him. Once he had taken over London, he released some sort of gas into the atmosphere and all the Zygons died. It wasn't pretty.'

'Z-67,' explained the Doctor. 'It unravels their DNA and turns them inside out. I thought I had destroyed all of it.'

'Well either he made some more or you missed a bit,' she said. 'Anyway, once he was in power, he had an army at his disposal. An army which he used to hunt down members of UNIT or anyone else who might try and stop him… and I didn't lift a finger to stop him.'

'It wasn't your fault.'

'It feels like it is,' she said, staring at the table again. She had to try and keep herself together; she had told herself that she wasn't going to break down. 'I should have been stronger. I should have tried harder. I failed… I couldn't make him better.'

The confession hung in the air. She looked up at the sound of chair legs scraping along the floor. The Doctor had gotten out of his chair and was walking around the table. He sat in the chair beside her.

'Rose, look at me,' he said. She reluctantly did so. 'This is not your fault. It was not your job to fix him. I never meant for you to feel like it was. So, it's not your fault, it's mine.'

At that moment he reminded her so much of her first Doctor, the one in leather who she missed so much. The floodgates broke and she all but threw herself at him, winding her arms around his neck and sobbing into his shoulder. It was a moment or two before he returned the embrace.

'It's not your fault,' she said between sobs. 'I didn't mean what I said before. I know you didn't know what he would become. I'm sorry.'

'It's okay,' he said into her shoulder.

After a couple of minutes her sobbing subsided and the Doctor spoke again.

'Uh, Rose… I'm not sure how to say this... but I'm not really a hugging person anymore.'

She pulled back so she could see his face. He wasn't joking. She let out a sort of half-laugh/half-sob and sat back into her own chair.

'We'll have to fix that,' she said, wiping away her tears.

'So, what made you break free from him?' asked the Doctor, bringing them back to the matter at hand.

'It was Mickey,' she said. 'One day the Police Chief brought in a load of prisoners and Mickey was one of them. The Valeyard ordered them to be executed and that's when his illusion shattered and I saw him for what he really was. So, that night, I freed all the prisoners and I got out. Me and Mickey went and got Martha and then we found this place. Gladys, the owner, was more than happy to let us set up a resistance here. The Valeyard killed her son. Slowly we started building up our numbers and set up other places around London for people to take refuge.'

The Doctor was smiling at her. 'What?' she asked.

'You,' he said. 'Even after everything, you're still so… you. Rose Tyler: Defender of the Earth.'

'Just too good, remember?' This time she definitely did smile a bit.

The moment was broken by Rose stifling a yawn.

'Sorry,' she said. 'Been up for about 32 hours now. I should really get some sleep. Have a read through all of this.' She waved her hand to indicate all the papers on the table. 'Maybe you'll see something we couldn't.'

The Doctor nodded.

'Oh, and before you think about doing anything stupid like taking on the Valeyard by yourself, I should let you know that we always have people keeping an eye out at night. They will stop you.'

'I'm not going anywhere, Rose.'

'You better not,' she said, getting up out of her chair. 'Goodnight Doctor.'

She walked towards the door but stopped and turned to face him again. 'I do have one question, though.'

'What is it?'

'Do lots of planets have a Scotland too?'

She gave him the best tongue-touched smile she could muster and left the room.

* * *

 **A/N: I would like to take this opportunity to once again apologise for my grammar. And I know the "Do lots of planets have a Scotland?" joke has been done in nearly every Twelve/Rose fic out there but I couldn't resist.**


	7. Old Friends

The Doctor watched Rose turn and leave the room. She had given him that smile that he had missed so much but it didn't quite reach her eyes.

He kept his eyes focused on the door until he was sure she was gone and then turned to face the mess of papers on the table. This may take a while, even for him.

He picked up the closest piece of paper: blueprints for Buckingham Palace. He tossed it over his shoulder, he knew his away around the palace well enough. The next file he picked up contained a list of leaders and military personnel and all their relevant information. He quickly summarised that these were the people sent in from other countries after the British Parliament fell. He put it to the side, hereby deeming it the start of his "useful" pile.

Half an hour later, his "useful" pile had only gained a few files but the floor was littered with paper. The Doctor was currently reading a lab report on the gas that killed the Zygons. Definitely Z-67. The Doctor crumpled it up and threw it over his shoulder, sighing in frustration. Surely the Resistance must have more useful information than this.

'I didn't think you were the lingering-in-doorways type,' he said to the woman who had been watching him for the past two minutes and thirty-three seconds.

'And I didn't think you were into world domination,' said Kate Stewart, striding into the room, 'but here we are.'

'This isn't about world domination,' said the Doctor. 'He doesn't want to rule the world. Why would he?'

'You tell me. He is you after all.'

The Doctor bristled, 'He's not me,' he said flatly.

Kate paused. 'No he's not,' she agreed. 'And I should have figured it out sooner. Maybe I could have stopped him.'

'No, don't do that. We can't all start blaming ourselves otherwise we'll never get anything else done…. Good to see you alive, by the way.'

Kate gave him a small smile. 'You too,' she said. 'So if he doesn't want to rule the world, what does he want?'

'I don't know.'

'Found anything useful?' she asked, indicating the files and paperwork that littered the floor.

The Doctor pointed to the small pile beside him. 'Not a lot,' he said.

'Well, I'll leave you to it then,' she said, moving towards the door.

'Where's Osgood? Is she here too?'

Kate turned at the Doctor's question. 'Dead,' she said solemnly. 'Along with the rest of the Zygons.'

The Doctor nodded. It was the human Osgood who was killed by Missy. He always suspected but now he knew for sure. And Zygon-Osgood was right… it no longer mattered.

Kate turned and walked out of the room, leaving the Doctor alone with his thoughts once again.

Why didn't he see what his meta-crisis was? He should have known by the way he so casually committed genocide even if it was against the Daleks. And the Doctor left him with Rose. Worse than that, he told her to make him better, made her think it was her duty. Well, one thing was for sure, if Rose couldn't make him better, nothing could.

The Doctor wondered, not for the first time, what it would have happened if it had been this him who had had to make the decision to leave Rose behind. He had no doubt in his mind that he would have chosen differently than his predecessor. He was a selfish old man now. He had lived too long and lost too much to be anything else.

The Doctor sighed and turned his attention back to the files that still covered the table. No use dwelling on what could have been. He needed to focus on making this right.

oOoOo

Hours passed and his "useful" pile had steadily grown but the mess on the floor had at least doubled.

He picked up another piece of paper. This was one of the ones he had picked up when he first got here. It was a rough drawing of something called a RCA. It was a standard chair but it had what looked like headphones suspended above it, obviously meant for the occupant. The chair was hooked up to a big box, which, after some squinting and a lot of imagination, the Doctor figured must have been some sort of lab machine.

There was some notes underneath the drawing. The Doctor recognised them as Rose's handwriting.

 _The Valeyard feeds blood into the machine. Blood control? But it's my blood. Always my blood. Why? Bad Wolf?_

The Doctor didn't like the sound of that.

 _I never saw the machine in action, but I heard the screams. Whatever experiment the Valeyard is running, none of his test subjects survive._

He flipped the piece of paper over and read the back. The letter were written in big bold writing at the top of the page. Underneath each letter was a list of words in a number of different types of handwriting. People were trying to figure out what the initials stood for.

Under the letter R, there were five words written that hadn't been crossed out: _Random, Reverse, Regeneration, Regulating,_ and _Relative_. The letter C had three words: _Chair, Chamber,_ and _Control_. The last letter had four: _Attachment, Analysier, Arrangement,_ and _Arch_.

The Doctor flipped the paper over to look at the picture again. He could see it now. It was crude but it was definitely what he thought it was. He flipped the page over once more and grabbed a pen. He circled the word they guessed correctly and then added another one to the "C" list and circled that too. He didn't know what the R stood for but it didn't matter, he knew what the device was for. He should have guessed the Valeyard would be up to something like this. He should tell Rose. But should he wake her or should he wait? She had only been asleep for three and a half hours.

He heard footsteps behind him, it seemed the decision had been made for him.

'I know what-'

Something heavy slammed against the side of his head and everything went black.


	8. Older Enemies

Rose awoke just as the sun was rising. She quickly freshened up and made her way downstairs to the dining area.

'Morning,' she said to Mickey, Martha and Kate who were all already sitting at the table.

'Morning,' they all replied in-between bites of toast.

'Where's the Doctor?' She couldn't help but ask. Part of her chastised herself for letting him be her first thought of the morning but his lack of presence disturbed her. She had half expected him to wake her up hours ago by barging into her room excitedly and jumping on her bed, hurriedly telling her of his magnificent plan to fix everything. But that was her last Doctor. Somehow she didn't think that this new Doctor was the type.

'Thought he was with you,' answered Mickey, bringing her out of her thoughts.

'I was asleep.'

Mickey shrugged. 'We didn't know that and I wasn't going to risk checking.'

Rose stared at him in shock for a moment before her anger started to take over. 'Do you really think that I would just-'

Kate interrupted her by standing between the two and holding up her hands. 'It's really too early in the morning to deal with this and we have bigger problems. If the Doctor is not with Rose…'

'Which he isn't!'

Kate glared at her before continuing. 'Then he is no longer in the hotel.' She turned her head back to Rose. 'We checked everywhere else earlier.'

'He's probably gone after the Valeyard by himself,' said Rose. 'Bastard! He said he wouldn't. I should've known.'

'Maybe,' said Kate. 'He was still here at two in the morning just before I went to bed. I think if he was going to leave he would have done it before then.'

The door opened making all of them jump. A young girl whom Rose didn't recognise stepped through the door.

'Morning, Anna,' greeted Martha. This must be the girl who was brought in with the Doctor.

'Morning,' Anna returned brightly. 'So what is the plan for today? Undercover investigation? Code cracking? Rescue mission?'

Rose smiled at the young girl. She had spirit and she wanted to help… and she had obviously seen a few too many spy movies.

'Mystery solving,' she said walking up to the girl and holding out her hand. 'Anna, wasn't it? I'm Rose Tyler. I'm the head of the resistance.'

Anna took her hand and shook it. 'N-nice to meet you. You're the head of the Resistance?' she asked. Rose nodded and Anna broke into a grin. 'Can I join?'

'I thought you already were one of us?'

'My Dad is part of the Resistance in Chiswick but there's not much we can do apart from house people and them send them on their way. I want to be part of the real fight.'

'But you already are,' said Rose. 'Helping people _is_ the real fight. Not all this James Bond stuff.'

'Anna, have you seen the Doctor,' asked Martha.

'No. Why? Is he missing?'

'It would seem so,' said Kate. 'I'm going to go check the meeting room. He was looking through our information when I saw him earlier.'

'You mean the mess of useless paperwork?' said Mickey.

'It's even worse now,' said Kate as they walked towards the door.

Kate wasn't joking. Rose kicked her way through the pieces of crumpled paper that littered the floor of the meeting room. She reached the table and saw one small pile of paperwork that was neatly stacked to the side of where the Doctor was sitting.

She looked at the rest of the paperwork on the table, there wasn't much left. Not surprising considering the state of the floor.

Her eyes rested on her drawing of the Valeyard's strange machine: the RCA. She picked it up and turned it over. The Doctor had circled the word "Arch" and there was a new word under the "C" list. _Chameleon_.

'I think the Doctor figured something out,' she said, holding the piece of paper up to the others.

'Chameleon Arch,' read Kate. 'What's that?'

'No clue,' said Rose.

'It rewrites a Time Lord's DNA,' said Martha and all heads turned to face her. 'The Doctor had to use it once. We were running from this family and they needed a Time Lord so the Doctor turned himself human.'

'He can do that?' asked Mickey.

Martha nodded.

'So the Valeyard must want it for the opposite reason, yeah?' said Rose. 'He wants to be a Time Lord again.'

'What's a Time Lord?' asked Anna. 'And what do you mean he made himself human? You're talking like he's… an alien or something.'

'That's exactly what he is,' said Kate as she bent down and picked some paper up off the floor. 'Rose…'

Rose turned away from the confused teenager and faced Kate. 'What is it?'

Kate held up the piece of paper. There was no mistaking the streak of dried blood on it. 'I don't think he left voluntarily,' she said.

oOoOo

Tony Monohan was screaming. It felt like he had been screaming for days. He wasn't sure if he remembered a time before the pain but, of course, there was one. He had been picked up for breaking curfew in Chiswick about 8 hours ago. He had only popped out to his front lawn to get his cat when a Rolls Royce had come hurtling around his street corner. The car had stopped suddenly in front of his house and the Minster of War had stepped out. The Minister had walked over to Tony, placed a hand on his shoulder, and the rest of Tony's memory was all sort of hazy. That was until the pain came.

Just when Tony thought that it would consume him, the pain stopped. He opened his eyes and took in his surroundings. It was like all his senses were heightened. He could see the dust particles in the air; feel the blood pumping through his veins; hear his two hearts beating. Wait… two? He had two hearts! And he could hear them! They were beating… fast. Really fast. _Too_ fast. Suddenly the pain returned tenfold but this time he did not scream, there wasn't enough time.

The last thing Tony Monohan saw was The Valeyard's disappointed face.

oOoOo

'Everybody accounted for?' asked Rose as Kate walked back into the room. She had gone to do a headcount of all the members of Resistance currently staying at the hotel.

'Everyone except Simmons,' replied Kate. 'He was on guard duty last night.'

'Do you think he's our traitor?' asked Mickey.

'We're going to have to hope so because we're going to need everyone in this hotel if we are going to pull this off,' said Martha.

'Almost everyone,' said Rose. 'We still need the TARDIS. It's our only chance of getting help from the rest of the world.'

'But how are we going to find it?', asked Mickey.

'The Doctor mentioned seeing my graffiti,' said Anna. 'He must have seen it before he got arrested. We could go from there.'

'Right,' said Rose, clapping her hands together. 'Martha, you take Anna and try and find the TARDIS,'

'No way,' protested Martha. 'I'm not staying out of this one.'

'We need a member of UNIT to make the phone call, otherwise they may not believe us.'

'Why not Kate?'

'Because Kate's not pregnant!'

Martha looked like she still wanted to argue but she conceded to Rose's reasoning and nodded. Martha was only two months gone and she could still run and fight with the best of them but Rose was right. It wasn't worth the risk. 'We'll need Lee, Michael, and their truck to move the the TARDIS,' she said.

'Not a problem. Have you still got your key?'

'Of course.'

'Good. Well I guess we had better tell the rest of the team.'

'Do you really think you can get into the palace?' asked Anna.

Rose smiled. 'There is always one sure way to get into any high security building.'

oOoOo

The first thing the Doctor registered was that his head hurt. The second thing was that he was on lying on a cold metal floor. He slowly sat up and took in his surroundings. He was in a small chamber made of glass. There were holes in each pane near where they met the ceiling and there didn't appear to be a door. The Doctor guessed that one on the walls pushed out somehow to create an opening. He stood up and tried pushing on one but it didn't budge.

'I wouldn't bother, if I were you,' said a voice from behind him.

The Doctor spun around to face the owner of the voice.

The Valeyard was standing near the entrance of the room; a smug smile on his face. 'Three inches of bulletproof glass and deadlock sealed,' he explained. 'So even if you had this,' he pulled out the Doctor's sonic screwdriver, 'it wouldn't do you any good.' He threw the screwdriver in the air with one hand and caught it with the other. ' I see you redesigned the sonic… I don't like it.'

'I really don't care,' said the Doctor.

'You're no fun.'

'Why don't you let me out and you can find out how fun I am.'

The Valeyard laughed and walked over to a desk with a computer panel attached. He placed the screwdriver in a drawer beneath the desk. 'You've still got spirit; I'll give you that. Although, the physiology is a bit of a surprise. Never thought I'd go grey again.'

'You are not me,' growled the Doctor. 'You are _nothing_ like me.'

'That's not what you said on that beach,' said the Valeyard. 'Did you honestly think that I would be able to settle in one place? That I would enjoy being human: a primitive ape?'

'You had Rose. She's worth it.'

'Is she?'

'Yes.'

The two men stared at each other before the Valeyard's face broke into a grin. He strode over to the Doctor's cell. 'Well it did make human life more tolerable,' he said, 'knowing that you were out there… alone and jealous. And boy did you miss out. There's this little thing she does with her tongue-'

'Shut up!' It was taking the entirety of the Doctor's self control to not start pounding hist fist on the glass. Instead he settled for trying to burn a hole through the Valeyard's skull with his glare.

'Oh, just look at those eyebrows,' said the Valeyard. 'No, really, those are some cross looking eyebrows. They would come in handy on Delphon.'

The Doctor made a few movements with his right eyebrow.

'Language,' chastened the Valeyard. 'Anyway, I didn't actually come in here for a chat. I came here on business.'

He clicked his fingers and a young woman in a white lab coat entered the room. She was holding a small medical kit.

'Ah you still need my DNA for your little machine,' said the Doctor. 'Did you seriously wait until I was awake to take it?'

The Valeyard scoffed. 'I'm not that stupid. I already took some but there were some… complications with the test subjects.'

'You can't get it to work, can you?' taunted the Doctor.

'Oi! Making a Chameleon Arch without a TARDIS isn't exactly easy, you know. I tried using Rose's DNA. I thought maybe her exposure to the time vortex might be enough but it wasn't. I need a Time Lord. Now be a good boy and let Lidia here take some blood samples.'

'You do realize that in order to do that you have to open the door?'

'Yes, obviously. But you won't try and escape.'

'You seem overly confident about that.'

'Oh I am confident,' said the Valeyard, walking back over to the computer desk, 'because if I press this little button here,' he pointed to a small purple button, 'the floor of that cell gets hit with 600 volts.'

'That's not enough to kill me and you know it.'

'No but it will kill her,' said the Valeyard, pointing to Lidia.

The Doctor glared at the Valeyard for a moment before stepping to the back of his cell and rolling up his sleeve. His jacket already lay discarded on the floor. 'Go on then,' he said.

The Valeyard smiled and nodded at Lidia. Once she was in position in front of the cell with syringe in hand, he pushed a button and with a click, the door swung outwards and Lidia entered his cell.

The Doctor held out his arm and winced slightly as the needle pierced his skin.

Lidia filled three test tubes with the Doctor's blood and quickly exited the cell. With another click, the door swung shut.

'There we are,' said the Valeyard. 'That wasn't too hard, was it?'

'You won't make it work,' said the Doctor. 'Not without a TARDIS.'

'Oh don't worry, I've sent out people to look for the old girl. This is just Plan B in case she decides to hide herself from me. Now, if you'll excuse me, I have more tests to run. Bye for now.'

The Valeyard and Lidia left the room, leaving the Doctor on his own once more.

oOoOo

'I don't like this plan,' said Mickey for the tenth time that morning. Rose was getting a bit tired of it. They stood in an alley opposite a police station, waiting for their contact to meet them.

'I know you don't but it's the only way and you know it,' said Rose.

'What if he-'

'Micks, I'll be fine. I can do this.'

Mickey looked doubtful for a second but then smiled. 'Yeah. Of course you can.'

oOoOo

It had been a couple of hours since the Valeyard's visit and the Doctor was bored. He had spent the first half an hour of his solitude checking every square inch of his cell for weaknesses. He didn't find any.

He spent the next hour imagining all the different ways to bring about the Valeyard's demise (he still favoured the supernova idea) but even that had become boring. He had his escape route all planned out for when he did finally get out of his cell (he had been to Buckingham Palace enough to know his way around) and now he had nothing to do. They had taken away his yo-yo.

The Doctor was counting the chips in the wall's paintwork for the seventeenth time (there were 42) when the Valeyard entered the room.

'So, did it work?' asked the Doctor.

'Not yet but we still have a couple of test tubes full of your DNA left.'

'Then why are you here? Oh God, you're not going to start monologuing are you? I can't stand monologuing, it's almost as bad as bantering.'

'No monologue, just a simple question… Where is the TARDIS?'

The Doctor laughed. 'Do you really think I'm just going to tell you?'

'Let me rephrase that,' said the Valeyard. He clicked his fingers and the sergeant the Doctor recognised from the night before walked in, pushing a blonde woman to the floor at the Valeyard's feet and pointing his gun at her. _Rose_. The Doctor's smile disappeared instantly.

'Where is the TARDIS?' repeated the Valeyard.

'Don't tell him, Doctor,' said Rose, standing up and taking a step away from the Valeyard. 'If you do then he could terrorise the universe for a thousand years and I won't forgive you for that.'

'Well, Doctor?' asked the Valeyard.

The Doctor locked eyes with Rose. She winked at him and he had made his decision. He believed in her.

He turned to the Valeyard. 'You heard her,' he said.

'So, that's a no then? Well, I must say I'm surprised. If a threat to her life won't convince you what will?' A small smile crept on to his face. 'Maybe I should threaten something else.'

Rose still had her eyes on the Doctor and didn't move when the Valeyard stepped towards her and put his fingers on her temple. The Doctor watched as her eyes glazed over.

'Leave her alone,' he growled.

'There's the reaction I was looking for,' said the Valeyard gleefully. 'Tell me where the TARDIS is.'

'No.'

The Valeyard put a finger beneath Rose's chin and turned her head to face him. 'Smile,' he said and Rose complied. He faced the Doctor once more. 'I can make her do anything I want now tell me where the TARDIS is.'

'No,' repeated the Doctor.

The Valeyard turned back to Rose and put his hand on her shoulder. He leaned in and whispered something in her ear. The Doctor got an overwhelming sense of déjà vu… he knew what was coming next. Sure enough, as soon as the Valeyard pulled away, Rose grabbed his suit and pulled his lips to hers. The Valeyard walked Rose backwards until her legs hit the desk and he lifted her up so she was sitting on it, his lips never left hers.

The Doctor willed his eyes to look away but they wouldn't. His vision turned red (or maybe it was green) as Rose deepend the kiss, one hand buried in the Valeyard's hair, the other on the desk behind her, pressing buttons…

There was a small click from the Doctor's cell's door. He tentatively pushed against it but it still didn't move. It was only the deadlock seal that had been deactivated. Thankfully the Valeyard hadn't realized. He pulled away from Rose, breathing heavily. After a moment he turned back towards the Doctor. 'Changed your answer yet?' he asked.

'No,' replied the Doctor.

'Plan B it is then,' he grabbed Rose's hand and dragged her towards the door. 'Come one, Rose. There's a little test I want you to take.'

'NO!' shouted the Doctor.

'Then tell me where the TARDIS is!'

Once again he Doctor's eyes found Rose's and once again she winked at him. He sighed.

'No,' he answered.

The Valeyard glared at him and dragged Rose out of the room, pushing past the sergeant.

'Well, that didn't go to plan,' said the sergeant once the Valeyard was out of earshot. 'She was supposed to unlock the door.'

'She deactivated the deadlock seal, that will be enough,' said the Doctor, not quite believing that the man who had arrested him now seemed to be part of a plot to free him. 'The Valeyard put my sonic screwdriver in that drawer under the desk.'

'Your what?'

The Doctor sighed angrily. 'The thing you took off of me last night. I said it was a torch.'

'Oh. That,' said the sergeant and he hurried over to the drawer and pulled out the screwdriver. 'How does it work, then?'

'Flick the switch down and point it at the door.'

The sergeant did as he was told and the door to the Doctor's cell swung open.

'Good man,' said the Doctor, running out of his cell and taking the screwdriver off of the sergeant. 'Now let's go get Rose.'

'Hold on just a minute,' said the sergeant. 'That wasn't part of the deal.'

'Deal?'

'I only did this because Rose said you were the only one who could stop the Valeyard. I'm not part of no resistance. I just want to keep my little brother, Reggie, safe. So let's get out of here.'

The Doctor glared at the man, they were wasting precious time. 'Listen to me…'

'Nick,' said the sergeant, finally giving the Doctor a name.

'Listen to me, Nick. I'm guessing that you have helped Rose before, am I right?'

'Yeah.'

'And I'm guessing that it was you who told the Resistance where I was being held so that they could get to me before the Valeyard did.'

'Yeah. What's your point?'

'My point is that why did you do those things? Would your brother have been any safer if you hadn't?'

Nick paused. 'I guess not,' he said.

'But you still helped because, deep down, you wanted to make a difference. So why stop now? Where did he take Rose?'

The sergeant paused to take in his words and the Doctor tapped his foot impatiently. 'I don't know exactly,' answered Nick, finally. 'But I reckon I know where to try first.'

The Doctor smiled. 'Let's go.'

oOoOo

The pair had managed to get to the next floor down and were heading down a hallway when they heard the sound of running feet coming towards them.

'I think they're on to us,' said the Doctor.

The sounds were getting closer; the Valeyard's guards were almost upon them.

Nick pulled out his gun. 'Turn left at the end of the hall,' he said. 'Keeping heading towards the back of the palace, Rose should be there somewhere.'

'What about you?'

'You were right, Doctor. I do want to make a difference. So I'm going to slow them down for ya.'

'But-'

'Just promise me you will keep Reggie safe.'

The Doctor regarded the man in front of him with a newfound respect. He nodded his agreement and turned to continue his way down the hall. He had just turned the corner when he heard the gunfire start.

After a couple more turns, he reached the back wall of the palace but he didn't know which way to go. Left or right? Making a snap decision, he turned right and started to run towards the nearest door.

The sound of an agonizing scream coming from the other direction caused him to skid to a halt and turn on the spot, a look of terror on his face.

He was too late.

* * *

 **A/N: I'm sorry about the wait for this chapter but I made it a long one to make up for it. Forgive me?**


	9. The Escape

The Valeyard pulled Rose down a flight of stairs, his grip tight on her wrist. This was not part of her plan but she needed to give Nick a little more time to get the Doctor out, she had only managed to deactivate the deadlock seal. She hoped that that was enough.

The Valeyard continued to drag her along until they reached the back of the palace. He turned left at the junction and stopped at the end of the hall to open a door. He pushed Rose inside the room. It looked a bit like a laboratory but Rose thought that the phrase torture chamber suited it better. She had been in here once before and her memory of that time was a bit fuzzy but there was no mistaking the machine in the centre of the room. It was the Valeyard's so-called "Chameleon Arch".

It suddenly dawned on Rose what he had meant by taking "a little test" and she realised that she had missed her moment to escape... but that wasn't going to stop her from trying. As the Valeyard walked past her, she stuck her foot out, causing him to trip and fall face-first to the floor. Wasting no time, she spun around and ran towards the door only to, quite literally, run into a young woman in a white coat. The pair fell to the floor in a tangle of limbs. Rose unscrambled herself from the young woman but not quickly enough to avoid the Valeyard's hands grabbing her shoulders and pulling her to her feet. He shoved her into the chair of the Chameleon Arch and held her in place.

'Nice work, Lidia,' he said. 'Now if you could fasten the restraints, that'd be great.'

Lidia did as she was told and fastened the leather straps around Rose's wrists. Rose recognized the woman's glazed expression and felt a stab of pity for her.

'It's okay,' she said, looking the woman in the eye. 'I understand.'

For a moment, Rose thought she saw a spark of something in Lidia's eyes. Gratitude, maybe? A cry for help? Whatever it was, it was gone as quickly as it had come and Lidia continued to fasten Rose's restraints.

Once he was sure that Rose wasn't going anywhere, the Valeyard let her go.

'That was quite a convincing act,' he said. 'Still, it won't do you any good now.' He stepped towards the controls of the laboratory machine and inserted a vile of red liquid into the slot provided and pressed a few buttons.'Have the settings been changed since our last attempt?' he asked Lidia.

'No, Minister.' replied Lidia. 'If you try again now, the test will almost certainly have the same conclusion as the last one.'

'What happened to the last one?' asked Rose though she was already pretty sure of what had happened.

'His mind burnt,' replied the Valeyard without a hint of remorse. 'Quite literally, it's going to take me forever to get the smell out of the room.' He pressed another button and the machine whirred into life. He moved towards Rose and lowered the headphones to her head.

'Sir,' said Lidia, 'Are you sure you want to waste the Time Lord DNA? This will only result in her death.'

'Oh, it will result in a lot more than that,' he replied, stepping back towards the control panel. 'It will hurt the Doctor, and that is worth every bit of DNA in that vile.'

He pressed a big red button and suddenly Rose's head felt like it was on fire. She may have started screaming, she wasn't entirely sure. All she knew was the red-hot pain that was going through her skull.

It may have been a few seconds or a few hours but eventually the pain ended. Just before Rose slipped out of consciousness, she heard a vaguely familiar singing and she could have sworn that she had seen a bright golden light.

oOoOo

The Doctor was halfway down the hall when the screaming stopped. He didn't allow himself to consider what that meant. He just kept running.

He burst through the door at the end of the hall and stopped short at the scene in front of him. Rose was sitting in the makeshift Chameleon Arch, the Valeyard leaning over her, checking her pulse. She wasn't moving.

'Amazing,' said the Valeyard, seemingly to himself.

The Doctor moved towards him, about ready to pummel the bastard.

'It worked,' said the Valeyard and the Doctor stopped in his tracks.

'What?' he said.

The Valeyard turned to him, a triumphant smile on his face. 'It worked,' he repeated.

'It can't have,' said the Doctor, pushing him aside. Did he dare hope that Rose had somehow survived?

The Valeyard moved back and gave the Doctor some space. He nodded to Lidia and she left the room but the Doctor didn't notice, he was too focused on the blonde in front of him.

He knelt beside the unconscious Rose and took her pulse. The double beat was unmistakable. He would have to run a few tests in the TARDIS to find out the extent of her transformation but that didn't matter right now. _She was alive_.

'It must have been the huon energy left over from taking in the time vortex,' he said absentmindedly.

'Huon energy, of course!' said the Valeyard. 'How did I not get that?'

At his exclamation, the Doctor snapped out of his daze and turned to the Valeyard angrily.

'You tried to kill her,' he said, his voice dangerously low.

'Well,' said the Valeyard, drawing out the word. 'Maybe just a little bit but look at her! She's a Time Lord! Or Lady, I should say. Now, I'll give you Rose so you two can spend the rest of your lives together and I'll leave in the TARDIS. How's that for symmetry?'

'You're not leaving in the TARDIS,' growled the Doctor, stalking across the room. 'Actually, you're not leaving here at all.'

He was almost to the Valeyard when two pairs of hands grabbed his arms, pulling backwards.

The Valeyard smiled smugly. 'You were saying?'

The Doctor struggled against the Valeyard's guards but it was no use. Suddenly, the sound of an explosion echoed down the hallway and two people appeared at the door.

'Mickey the idiot,' said the Valeyard distastefully.

The guards let go of the Doctor and advanced on the newcomers but they were a little too slow. Jedda already had her gun ready and had fired at the first guard before he had even taken two steps.

Mickey didn't raise his gun; obviously thinking hand-to-hand combat was more appropriate.

The Doctor refocused his attention on the Valeyard who was running along the back of the room, seemingly towards a solid wall. He pressed his hand on a small panel on the wall and a secret door slid open.

'No. No. No. No!' cried the Doctor as he chased after the man but he was too slow. The door slid shut with a thud. The Doctor tried placing his palm on the panel like the Valeyard had just done but nothing happened.

Cursing, the Doctor abandoned the wall and moved over to where Rose still sat and started undoing her restraints.

Mickey had managed to successfully knock out the second guard and moved to help the Doctor with Rose.

'Is she…?'

'No,' said the Doctor. 'She's alive but she could be out for a while. I need to get her to the TARDIS.'

'Martha should be bringing it to the hotel.'

'Can we hurry up a little, please,' interrupted Jedda. It's amazing we even got in here, it won't be long before we can't get back out.'

The Doctor nodded and scooped Rose up into his arms. 'Lead the way,' he said.

They had barely made it out the door when they saw a man running towards them. The man skidded to a halt when he saw them, fear evident on his face.

'Simmons,' spat Jedda.

Simmons took this as his signal to turn around and flee back the way he came but Jedda obviously wasn't going to let him get away that easily.

'Get back here you cowardly shit!' she yelled, chasing after him.

'Wait!' shouted the Doctor but she had already disappeared around the corner.

'Leave her,' said Mickey. 'She can handle herself. We need to move.'

Miraculously, they made it out of the building and into a car. Mickey drove while the Doctor sat in the backseat, still holding Rose.

'Is she gong to be okay?' asked Mickey.

'I don't know,' replied the Doctor honestly.

'You can fix her, yeah? Whatever he did to her, you can fix it?'

The Doctor didn't answer. He could use the TARDIS Chameleon Arch to change her back into a human but she wouldn't be Rose anymore. Rose would be locked inside a fob watch. Even if he could change her back, he wasn't sure he wanted to. He hated himself for thinking it, but part of him was overjoyed at the possibility of Rose being a Time Lord. He was a bit more selfish now and for just a moment he allowed himself to imagine travelling the stars with her again. Only this time there would be nothing to hold him back. The curse of the Time Lords was now a gift… but would she still want that?

Mickey took his silence as a "no" and nobody spoke for the rest of the drive.

oOoOo

Entering the hotel's car park, the first thing the Doctor noticed was his magnificent blue box standing in the far corner.

'It must have taken a bit of work getting it out of that alley,' he said, getting out of the car and carrying the still unconscious Rose to the TARDIS.

'I can't get to my key,' he said once they had reached the door.

Mickey rolled his eyes and knocked on the TARDIS door. 'Martha, you in there?' he shouted.

The door swung open and Martha rushed out of the door and embraced her husband.

'You made it,' she said.

'I'm okay, babe,' said Mickey, placing a kiss on her temple.

The Doctor carried Rose over the threshold, ignoring the couple. Anna was standing at the console, staring in wonder at the central column.

'This is unreal,' she said excitedly. 'I mean, you really are an alien! It's all – oh my God, is she okay?'

Anna moved to help the Doctor with Rose but he walked straight past her.

'If you want to help, you can open that door,' he said, nodding towards the door at the other end of the room.

Anna didn't need telling twice. She rushed over and held the door open for him. He nodded his thanks and continued towards the med-bay. He needed to know how much Rose had changed. Was she a Time Lord or did she just have two hearts now? He still wasn't quite sure which answer he was hoping for.


	10. A Rose By Any Other Name

'What the hell is this?' asked the Doctor.

In the two short hours he had been in the med-bay, Martha and Mickey had somehow managed to turn his TARDIS console room into a popular tourist spot. Okay, there weren't _that_ many people but it was still far more than the Doctor was comfortable with.

'Well, the Valeyard knows where we are, doesn't he?' said Mickey. 'So, now we have to get everyone out and this way is the quickest.'

'So you just thought you would invite everyone onboard _my_ TARDIS without asking me?'

'That pretty much sums it up,' said Martha. 'You were busy. How is she by the way?'

'She'll be fine,' said the Doctor, not wanting to go into detail. 'So where are you proposing I take these people?'

This time it was Anna who spoke up. 'My father owns a place in Dorset,' she said. 'He always told me to head there if I couldn't get back to our house in Chiswick.'

The Doctor sighed, defeated. 'Do you have the coordinates?' he asked.

'I have the address.'

'Good enough.'

The Doctor spun the screen around in front of him and pressed a couple of buttons. He gestured for Anna to stand in front of the screen. 'Just type in the address and the TARDIS will lock onto the coordinates,' he said.

Anna did as she was instructed and a satellite view of her family home in Dorset appeared on the screen.

The Doctor moved towards the lever that would dematerialize the TARDIS. 'Are we waiting on anybody?'

'No, this is it,' said Martha solemnly.

The Doctor counted the people in the room, there were 15 excluding himself. He was relieved to see that Kate was there and he was more than a little surprised that Jedda had made it back. He also recognised the young man who was in the hotel's meeting room last night. He didn't recognise any of the others but he presumed the little old lady was the owner of the hotel.

'Not much of a resistance is it? 15 people?'

'It used to be more,' said Martha.

'We lost a lot of people getting you out,' explained Jedda. 'So you had better be worth it. Can you stop the Valeyard?'

The Doctor was silent for a moment. He didn't like making promises when he wasn't sure if he could keep them. 'I'll do what I can,' he said and then pulled down the lever. A few of the passengers jumped at the wheezing sound as the TARDIS left the hotel.

oOoOo

The TARDIS landed in the living room of Anna's Dorset home. Most of the passengers were quite eager to leave the time machine; some even went so far as to run out of the door. Fair enough it wasn't his smoothest trip but it hadn't been that bad, had it?

Mickey walked out the TARDIS door and reappeared a few seconds later.

'Anna, you never told us your Dad was rich? This place is huge!'

Anna shrugged. 'Dad inherited this place from his grandfather. Do you want a tour?'

Mickey smiled and nodded. 'That'd be great. Martha?'

'Yeah, sure,' replied Martha and they went to leave the TARDIS.

Anna stopped just before the doors when she noticed that the Doctor wasn't following. 'Are you coming?' she asked.

'I better not,' he said. 'I want to be here when Rose wakes up.'

Anna nodded and left.

With the console room now empty, the Doctor headed back to the med-bay to wait for Rose to wake up. There was going to be a lot of explaining to do.

oOoOo

Rose awoke to the sound of a gentle humming. Her mind was not fully awake yet but it felt like home. It wasn't until she opened her eyes that she realised she was in the TARDIS.

'Hello, old girl,' she said to the ceiling. 'Did you miss me?'

'I'm pretty sure she did,' said a voice from somewhere to her left. Rose jumped a little but relaxed when she saw the Doctor striding across the room. 'How are you feeling?' he asked as he helped her sit up.

'My head hurts a bit,' she said. 'How long was I out?'

'A couple of hours. I think you just needed to sleep it off.'

'So no lasting damage, then?'

The Doctor didn't answer her. He looked like he was searching for the right words but none were coming to him. Her mind immediately jumped to the worst-case scenario.

'Oh God. I'm dying aren't I?'

'No,' said the Doctor. 'Quite the opposite, actually.'

'What do you mean? Doctor what happened?'

'You don't remember?'

'I remember the Valeyard dragging me down a hallway but then it's all just a sort of bright light. Did I die and come back? Oh my God, am I like Jack?'

'No you're not like Jack.' He was still avoiding giving her an answer and she was starting to get frustrated.

'Doctor, just tell me what's going on!' she half-shouted. That's when she noticed it, the unfamiliar rhythm in her chest. 'My chest feels weird,' she said in a softer tone.

'That would be the extra heart. Don't worry, you'll get used to it.'

'Right… Hold on, no, sorry. Extra heart?'

'The Valeyard used the Chameleon Arch on you,' explained the Doctor.

'But that would mean…'

'You're not exactly human anymore,' the Doctor finished for her.

The words seemed to jolt Rose's memory and she had a flashback of being manhandled into a chair and then an intense pain.

'I… I remember. It hurt so much. I thought I was dying. He…' She scrunched up her face, trying to focus on the memory. 'He said that it wouldn't work. They hadn't changed the settings or something. Why did it work on me and not the others?'

'Bad Wolf,' answered the Doctor. 'You must still have had some remnants of huon particles left over from when you absorbed the time vortex.'

'What are huon particles?'

'They're found in the Heart of the TARDIS.'

'So he can't make himself a Time Lord without them, yeah?' The Doctor nodded. 'So he still needs the TARDIS?'

'He can make them from water but it would take him a long time and I don't think he is that patient. He'll probably try and get a hold of the TARDIS,' said the Doctor.

'We can't let him,' said Rose. 'We have to get out of the city.'

'We already are. We're in Dorset.'

'Dorset?'

'Yep. Now, come on,' he held his hand out for her. She took it and he helped her stand. 'Let's go assure everyone that you're not dying. I, uh… I haven't told them about you being….'

'Not exactly human anymore,' Rose echoed his own words back to him.

'Yes. That. I must say, you're taking it very well.'

'One thing at a time, yeah? We deal with the Valeyard first.'

The Doctor nodded and led her into the console room.

'Oh. She's changed too,' said Rose as she took in the redecorations.

'What do you think?' asked the Doctor.

'It's very… Spock. I love it,' she said and the Doctor smiled.

They headed out the door and stepped out into the foyer of what looked like a mansion.

The Doctor let out an impressed whistled. 'Mickey wasn't kidding,' he said. 'This place is huge.'

Rose turned to look at him, puzzled. 'You mean you haven't been outside the TARDIS since we got here?'

'Well I wanted to be there when you woke up,' he said offhandedly. 'Didn't want you to panic.'

Rose smiled. He still cared about her. But her smile faltered as she remembered all the times he had left her. Would he do that to her now? Now that she was like him? She wouldn't wither and die now and she could keep her promise of forever but would that be too much for him?

Mickey, Martha, Kate, and Anna walked in through one of the doorways.

'You're awake,' said Mickey, extracting Rose from her thoughts. She was happy for the distraction; she wasn't quite ready to think about her newfound immortality.

'How are you feeling?' asked Martha.

'A bit woozy,' Rose admitted, 'but I'll be fine. Just need a cuppa, that's all.'

'The kitchen is this way,' said Anna, indicating the door that the group had just entered from.

'So are you gonna tell us what happened?' asked Mickey once they were all seated at the dining table, hot drinks in hand. 'You were in that chameleon-chair thing when I came in.'

Rose cast a nervous glance at the Doctor, hoping for reassurance. She didn't get any. He seemed to be waiting to hear her answer just as eagerly as the others. Rose sighed. There was no use lying. Martha would figure it out eventually anyway, all she had to do was feel Rose's pulse and she would know.

'It seems that the Valeyard has found out how to make his machine work,' she said. 'I gave him the missing ingredient.'

'Missing ingredient?' asked Kate.

'Huon particles,' answered the Doctor. 'A while ago, Rose looked into the Heart of the TARDIS and absorbed the time vortex. I took the energy out of her but some of it must have stayed behind.'

'So if you already had these particle things in you when he put you in that machine…' said Mickey.

'It worked,' said Rose, looking down. 'It's funny; Mum once said that travelling in the TARDIS would change me. She said that I would stop being human.'

'Just because you're a Time Lord, doesn't mean you stop being human,' said the Doctor.

Rose looked up at him and saw the intense look in his eyes. Like he was willing her to understand. 'Good,' she said with a small smile.

The rest of the group didn't seem to know what to say next so Rose decided to change the subject.

'But we can deal with this later,' she said. 'What are we going to do about the Valeyard?'

'I've already contacted UNIT's New York headquarters,' said Martha. 'They said they would need 24 hours to contact other headquarters around the world and form a reliable attack force.'

'Attack force?' asked the Doctor.

'They're going to take back the country, by force if necessary. The Valeyard has an army after all.'

'Typical military mind,' said the Doctor. 'Always go straight to violence, never look for a different solution first.'

'Have you got any better suggestions?' asked Kate defensively.

'If we get rid of the Valeyard, the army won't be under his power anymore and will most likely pass over to the next person in charge. '

'Which would be you?'

'No it would be you and the rest of UNIT. Then you can open up the borders again and form another government. Surely UNIT has protocols for this sort of thing.'

'Yes but how do we stop the Valeyard?' asked Kate.

The Doctor smiled. 'Revolution.'

'We tried that,' said Rose. 'Everyone is too afraid.'

'But now they have back up. We just have to let them know it.'

'How?' asked Anna. 'We have no Internet, no mobile phones. We've gone back to the old landline system with phone operators and they are all under the Valeyard's control. It could take forever for the message to reach enough people.'

'We can use the TARDIS,' explained the Doctor. 'Send a message to every television station, every radio station. You still have those, yes?' The group nodded. 'Then we call New York again, get them to record us a message.'

'But wouldn't that alert the Valeyard?' asked Anna.

'Yes but it would be too late,' said the Doctor. 'When people are desperate for hope, they cling on to whatever is given to them. People will fight against him and I don't think it's a fight he is willing to have.'

'What do you mean?' asked Mickey.

'This was never about ruling England. This was about setting a trap for me. He won't risk his one life to keep a hold of one little island. He'll run and try and start again somewhere else. So we set a trap for him.'

'So how do you think he will try and escape?' asked Anna. 'Private airport? Ferry to France?'

'Think a bit further,' said the Doctor.

'The Black Archive,' said Kate. 'The vortex manipulator is in there.'

The Doctor nodded. 'I presume he hasn't gotten his hands on it yet. He would have been able to use it to track me here and follow me.'

'One of the last things Osgood did was lock down the Archive,' said Kate. 'No one can get in, not even the TARDIS.'

'So how do we get in?' asked Rose.

'Can't we just nab him at the door?' asked Mickey. 'If the TARDIS can't even get in, what hope does he have? We just have to sneak up on him while he is trying.'

'There would be a way to get in,' said the Doctor. 'A password or something. Isn't that right Kate?'

Kate nodded. 'A series of them,' she said. 'Starting with the usual body print scan which he could get past easily.'

'What else?'

'A couple of UNIT passwords; a couple of questions devised by myself and other UNIT personnel. They are all set on random except for the last one, Osgood chose that one. I don't even know what it is. She said that only the _right_ Doctor would know the answer.'

'The "right Doctor"? Dose that mean me?' asked the Doctor.

'I presume so,' said Kate.

'So what do we do once he's in there?' asked Mickey. 'Kill him?'

'Tempting,' said the Doctor with a glance to Rose. She shot him one back. She wasn't going to let him become a murderer. He wasn't the Valeyard. He seemed to understand her. 'but no. There are cells in the Archive that will hold him until I can contact the Judoon. They can take him to Stormcage.'

'Stormcage?' asked Mickey and Rose in unison.

'A prison,' the Doctor explained. 'We just make sure he is kept well away from River and then we let him rot there for the rest of his human life.'

'River?' asked Rose.

'A story for another time,' said the Doctor.

'Why the Judoon?' asked Martha. 'I though the Earth wasn't part of their jurisdiction.'

'Its not but they can intervene when invited by the local forces. That's you lot, by the way. I don't want to risk him getting anywhere near the TARDIS.'

'Right, so what are we waiting for?' said Rose.

'We should still wait for UNIT to assemble a squad,' said Martha. 'Just as a back up,' she added quickly at the Doctor's glare. 'We are telling everybody that back up is on its way. Wouldn't it be better if we weren't lying about that?'

The Doctor sighed and Rose knew that Martha had won her case. 'Fine,' he said. 'We give it a few hours and then we send the message out.'

oOoOo

That evening, Rose went for a walk outside. Anna's house was right near the beach and with no police to worry about, she felt comfortable taking off her shoes and strolling along the water's edge. The waves felt cool against her toes but she didn't feel the usual sharp bite of the colder temperature.

As the sun started to disappear over the horizon, she thought that she should head back and get some sleep but she didn't feel tired. She supposed that must be that superior Time Lord biology that the Doctor was always going on about.

She stopped walking and gazed out over the ocean, the wind whipping her hair back. She tried hard not to think about the last time she was on a beach but that became much more difficult when a figure came to stand beside her.

'It's beautiful, isn't it?' said the Doctor, watching the sunset. 'I've travelled to so many places and seen so many things… but nothing quite beats an Earth sunset.'

'I dunno,' said Rose. 'Woman Wept was quite breathtaking.'

The Doctor smiled. 'That comes in at a close second,' he said.

They stood in silence for a few more minutes before the Doctor voiced what they were both thinking.

'The last time we stood on a beach together…'

'Don't,' warned Rose. 'You've already apologized.'

'But you haven't forgiven me. I know what you said, but I also know you. You just didn't want me to feel guilty for what the Valeyard has done. You were trying to protect me even after everything.'

Rose didn't deny it. 'You'd have done the same for me,' she said.

'Yes I would,' agreed the Doctor. 'Which is why I want you to stay here tomorrow.'

Rose's head whipped around to face him. 'You want me to stay behind? You're joking right?'

The Doctor turned to face her, his expression serious. 'Rose, I don't want the Valeyard anywhere near you. Please, just stay here tomorrow. It's for your own good.'

Rose's anger flared and it took all of her willpower not to slap him again. 'It's always for my own bloody good,' she shouted. 'Satellite Five; Torchwood – twice! Don't think I've forgotten about that second time.'

'That was to stop a paradox which would have destroyed the universe,' interrupted the Doctor, trying to defend himself. Rose ignored him.

'And then that bloody beach!' she continued. 'But I always come back and you always need me. Haven't you figured it out yet?'

'I don't want you to get hurt!'

'You leaving me behind hurt me more than the Valeyard ever could.' The Doctor fell silent at her confession. 'I understand why you did it, Doctor. You always thought you knew what was best to keep me safe but there was one thing you never gave me... a choice.'

The Doctor let her words sink in before finally replying. 'Then choose now,' he said.

'I'm going with you tomorrow.'

'Rose…'

'I made my choice, Doctor.'

It took a moment but he eventually nodded his acceptance and turned back to face the ocean.

'So, now what?' asked Rose after a moment.

'Now, we watch the sunset.'

* * *

 **A/N: The second time the Doctor left Rose at Torchwood happened in my first story, _What Must Always Be_. I probably won't make anymore references to it.**

 **And yes I stole the sunset bit from Agents of S.H.I.E.L.D... sue me.**


	11. The Right Doctor

The Doctor paced around the empty TARDIS waiting for everyone else to wake up. Why did humans have to waste all their time sleeping when there were much more important things that needed to be done?

Rose had gone to sleep after they had gotten back from the beach a couple of hours ago. She may have superior Time Lord biology now but she had had an exhausting couple of days. And she still had one left ahead of her. One more day and then she would be free from the hell she must have endured over the past year or so. The Doctor still wasn't quite sure exactly how long it had been for her but it ended today. He swore it.

He had already contacted UNIT in New York and had gotten them to record a message confirming to the public that back up was on its way, he just had to wait to send it. There was no use broadcasting at five in the morning when no one would be awake to see it. He also didn't want the Valeyard running too early. The Resistance needed to be ready for him.

Eventually everybody woke up and got themselves ready for the tasks ahead of them. After a quick show of hands of who was coming back London to help (which was everybody, including little old Gladys), the TARDIS left Anna's house in Dorset and materialised in the same back-alley it had been in a day previously.

'We need someone to stay in the TARDIS in case UNIT tries to contact us again,' said the Doctor once they had landed.

Rose and Mickey looked at Martha expectantly.

'Oh no way,' she said. 'I'm not sitting out on this one.'

'Babe…' began Mickey but Martha cut him off.

'I can still fight, Mickey. I know you're just worried about the baby and me but you know I can hold my own. I'm coming with you.'

'There's no stopping you, is there?'

'Definitely not.'

'Didn't think so.'

Martha smiled at her victory and turned to face Kate. 'How many of us do you think we will need to get the drop on the Valeyard?'

'Lee and Harold will come with us.' Kate indicated to two men standing near the TARDIS door. 'Seven of us should be enough. I doubt the Valeyard would bring a big entourage into the Black Archive.'

'We still need someone to stay in the TARDIS,' reminded the Doctor.

'Reg can do that,' said Rose, pointing to a young man with glasses.

'But I want to help too,' said the man; pushing up from the railing he was leaning on.

'This is helping,' said the Doctor. 'And I promised to keep you safe. The sergeant - Nick - he was your brother, wasn't he?' Reg nodded. 'He was a brave man. He saved my life and probably Rose's and all he asked in return was for you to be safe. So, stay here. Stay safe. For him.'

After a moment, Reg nodded and leaned back against the railing.

'Good man,' said the Doctor. 'Now, Anna!'

'You don't want me to stay here too do you?' she asked.

'No,' he replied and Anna let out a sigh of relief. 'I need you to do what you do best.' He walked over to a bag lying on the floor and pulled out a couple of spray cans and tossed them to her. 'Start writing on walls. Any wall – every wall. Let the people know the Resistance is out there. Give them some more hope to cling to.'

Anna smiled. 'I can do that,' she said and headed to the door. She paused to wish everybody luck and then shut the door behind her.

Kate turned to address the rest of the Resistance. 'You all know your jobs,' she said. 'Try and control the violence. We are trying to avoid bloodshed but we need the Valeyard to think he's beaten. Jedda, you take your team to the Palace, that's going to be the biggest target. Michael, your team needs to head to the Valeyard's military base. Once the message is sent, they will be on the lookout for any planes. New York's plane won't stay undetected for long. You need to make sure it doesn't get shot down.'

Everybody nodded their understanding and left the TARDIS.

The Doctor stood in front of the scanner and brought up UNIT's message. 'Reggie,' he called and the young man came to stand beside him.

'Give us half an hour and then press this button to send the message,' said the Doctor.

'No problem,' said Reggie, checking the time on his watch.

The Doctor turned to the remaining six people. 'It's time we were leaving,' he said.

'Let's do it,' said Rose and the group strode out of the TARDIS.

oOoOo

One hour and one stolen car later, the Doctor and his Resistance group were walking down the corridor that would lead them to the Black Archive. They had encountered a few guards so far but they had gotten past them relatively easy with very little injury. Harold had a split lip but that was about it. The guards were a little worse for wear. Most of them would regain consciousness quite quickly but they had been given a good dose of Retcon each so that they wouldn't tip off the Valeyard.

At last they reached the Black Archive and Kate waved her hand in front of a small blue rectangle to the side of the door. There was a beeping noise and part of the wall below it opened up to reveal a touch screen. The screen was asking for _Security Code 1_. Kate typed in the number 1963 and, with another beep, the screen flashed green and a question popped up onto the screen.

'Just out of curiosity,' said the Doctor, 'what happens if we get a question wrong?'

'Then the whole building goes up,' said Kate matter-of-factly.

'I figured as much. At least it's not the whole city I suppose.'

I think you are going to have tackle this one,' said Kate, stepping aside so the Doctor could see the screen better. 'I think this must have been Malcolm's question.'

'What is FTL Factor of the quantum tunnel needed to travel faster than the speed of light?' read the Doctor. 'How did Malcolm know the answer to that one? Doesn't matter. It's 36.7 recurring.'

The Doctor punched in the answer and the screen once again lit up green and asked another question.

'What year was UNIT established? Damn. I can never remember. Kate?'

Kate pushed the Doctor aside and entered a year (which the Doctor missed seeing, much to his annoyance) and the screen lit up green again.

A couple of questions later, the Doctor sighed in annoyance. He was getting impatient.

'How long is this going to take?' he asked.

The Black Archive is on lockdown,' said Kate. 'These passwords are supposed to make it difficult for anyone to get in.'

'I still don't see why we can't just grab the Valeyard here,' said Mickey. 'It's not like he's gonna be going anywhere quickly.'

'The corridor's no good for an ambush,' said Martha. 'Nowhere to hide and the Valeayrd's guards would have a pretty good defence position.'

'Plus, we will need the holding cells inside to keep him contained until I can get the Judoon here,' added the Doctor.

'We might not have that much time to catch him, anyway,' said Kate. 'The Valeyard has had access to UNIT's labs since he got here. We have a number of lock picking devices. One of which can crack a hundred passwords in just under a minute.'

'What, even these ones?' asked Rose. 'I thought this was supposed to have the highest security on the planet.'

'He would still have to answer the last question,' explained Kate as she typed in the password, _Buffalo_.

Two more passwords later, the screen turned dark blue and brought up another question.

'This is the last one,' said Kate, stepping away from the screen so everybody could read the question.

 _What does T.A.R.D.I.S stand for?_

'But that's easy,' said Rose. 'Time and Relative Dimension In Space.'

'No, it's Dimension _s_ ,' said Kate. 'Plural.'

'Which is it, Doctor?' asked Rose.

'It could be both,' said the Doctor, staring thoughtfully at the screen.

'But it can't have two answers,' said Rose.

'She's right,' said Kate. 'Osgood was too clever for that.'

'The right Doctor,' whispered the Doctor.

'Sorry?'

'Osgood. She told you that only the _right_ Doctor would know the answer. And you're right, she was clever.'

'So what's the answer?' asked Mickey.

The Doctor stared at the screen for a moment before breaking out into a grin. He reached to the touchscreen and typed in the words _Totally and Radically Driving In Space_.

For two agonizing seconds, nothing happened. Then the silence was broken by a beeping noise and the door to the Black Archive slid open.


	12. As It Should Be

The Valeyard sat in his lab, thinking. Without the TARDIS, it would take him at least six months to create the huon particle necessary for his machine. And he didn't even have six hours. He let out a frustrated sigh.

An hour ago, UNIT's message had appeared on every television and computer screen around the country and there was already quite a sizable group of rowdy civilians outside the palace. He had an army and a police force but only a few of them were actually under his control and the ones who weren't were starting to disobey orders and switch sides.

He had known from the start that if England had help from the rest of the world, he wouldn't stand a chance. That's why he had closed the borders and had "influenced" a few world leaders to leave him alone. He inwardly cursed the Doctor for allowing the resistance to contact reinforcements.

Just then Lidia entered the room in a panic, closely flowed by his Chief of Police.

'The mob has gotten past the guards,' the chief informed him.

Shit. He couldn't win this one. He would have to run, but where? Nowhere in England would be safe for him. He could leave the country but UNIT was everywhere and they would eventually find him. If only he had his TARDIS or a spaceship of somekind or even a time… A smile spread across his face.

'Fetch my personal guards,' he told the chief.

The chief nodded and left the room. Once he had gone, the Valeyard pushed past Lidia and ducked into the next room to fetch a small black cylinder device.

'What's that?' asked Lidia when he had returned to the lab.

'It's a lock-pick,' he said simply. 'I need it to get into the Black Archive.'

He headed to his escape exit at the back wall of the lab just as the police chief returned with four more men.

The sounds of the mob were getting closer so the Valeyard wasted no time in putting his palm on the panel and opening the secret door. The guards went through first and then the Valeyard. Lidia made to follow but he stopped her by putting a hand on her shoulder.

'No. You stay here,' he said and Lidia's eyes glazed over. 'Protect this room with your life.'

Lidia nodded and the Valeyard left her without a second thought.

oOoOo

The Doctor was bored... again. Once inside the Black Archive, Kate had changed the last question to something the Valeyard would know ( _What was Susan's Gallifreyan name?_ ) but that was almost an hour ago. Mickey and Martha were waiting near the door so they could close it behind the Valeyard when he arrived, sealing him in. Everybody else had their own ambush positions so there was nothing left to do but wait. And the Doctor hated waiting. He was just about to say as much when he heard the door of the Black Archive open.

'You two stay here and guard the door,' he heard the Valeyard say.

A moment later he saw the man walk into the room, flanked by three guards. The Valeyard smiled when he saw the vortex manipulator and walked over the vault that housed it. That was far enough thought the Doctor and he nodded to Kate.

'Not another step,' said Kate to the Valeyard, as everybody emerged from their hiding places. Kate, Harold and Lee all had their guns at the ready.

The Valeyard and his guards turned around. The Valeyard had a smug smile on his face that the Doctor just wanted to smack off him.

'Kate Stewart,' said the Valeyard. 'How nice it is to see you. A bit of a surprise seeing as I thought I had you killed ages ago but still nice. A nice surprise.'

'Tell your guards to drop their weapons,' she said, ignoring his babble. She obviously knew it was a distraction tactic.

'I could do that,' said the Valeyard, 'but the thing is that although you may outnumber us in people... we still have more guns.'

At his words, the guards opened fire and the room erupted into chaos. The Doctor wasn't quite sure what was happening but he heard a couple of people shout out in pain as the bullets whizzed through the air.

The Doctor ignored the guards and focused on reaching the Valeyard who was placing a small device on the lock of the vortex manipulator's vault.

The Doctor was almost there when a fist came out of nowhere and knocked him to the ground. He wrestled with the assailant but he was actually quite heavy and the Doctor wasn't quite as spry as he used to be.

Mickey and Martha appeared (they must have subdued the two guards on door duty) and joined the fight. With two more people on their side, the Resistance quickly gained control of the room. Martha grabbed the Valeyard from behind and pushed her gun against his head.

'Lower your weapons!' she shouted to the Valeyard's men.

The room fell quiet and someone pulled the heavy guard off of the Doctor. He mumbled his thanks and picked himself up off of the floor, dusting himself off. He looked up and took in the aftermath of the chaos.

Two men lay dead on the floor. One was from the Valeyard's guard but the other was one of theirs. It was Harold.

Mickey and Lee had the other two guards on their knees in front of them and were checking them for more weapons.

Kate was glaring at the Valeyard (who was still being held firmly by Martha) and holding her arm, pain visible on her face. There was quite a lot of blood trickling down her arm. The Doctor walked over tor her.

'Let me have a look at that,' he said.

'You're not that kind of Doctor,' she hissed through the pain.

'Well, Martha has her hands full at the moment so jus let me have a look.'

Kate slowly removed her hand to reveal the bullet wound.

'It's just a scratch,' the Doctor lied. 'You'll be fine just keep pressure on it.'

He pulled a bandage out of his bigger-on-the-inside pockets and handed it to Kate.

He then walked over to the Archive's cell door and opened it with his sonic screwdriver. He turned to face the Valeyard.

'In,' he ordered.

The Valeyard laughed. 'Still too cowardly to kill,' he said.

'This isn't being cowardly,' said the Doctor. 'This being merciful. Now get in before I change my mind.'

Martha started to march the Valeyard towards the cell but stopped when she heard Rose's angry shout of "No."

Tall heads turned to face Rose who had picked up the gun Kate had dropped in the fight and was now pointing it at the Valeyard. The Doctor was shocked at the dark expression on her face. Had the Valeyard pushed his sweet, compassionate, _merciful_ Rose this far? No. He wouldn't allow it. He wouldn't let her become this.

'Rose?' he questioned.

'I'm sorry Doctor,' she said, purposely not looking at him, 'but we can't let him live.'

'But you said we couldn't kill him.'

'I said _you_ couldn't kill him. I never said that I wouldn't.'

The Valeyard laughed again. 'You see, Doctor, this is what we do. We manipulate other people into doing our dirty work. Look at your precious Rose now. How ready she is to kill an unarmed man.'

'Rose, give me the gun,' the Doctor said, ignoring the Valeyard.

'He deserves it,' said Rose, not lowering her weapon. 'After everything he's done, all the lives he has ruined… I can't let him live.'

'Then let me do it,' insisted the Doctor.

'No,' said Rose defiantly. 'I won't let you become like him. You're not a murderer.'

'Neither are you.'

'You don't know that,'

'Yes I do.'

'I killed Jake,' she said, tears now flowing down her face. 'That day we had him cornered. He put his hand on my shoulder and told me to shoot Jake and I just did it. I didn't even think about it. So, I am a murderer. He turned me into one.'

'That wasn't your fault,' said the Doctor, inching a bit closer to her, his arm still outstretched, willing her to give him the gun. 'He had control of your mind. He murdered Jake, not you.'

Rose still didn't lower the gun even though the Doctor was right beside her now.

'You're not a murderer,' he continued. 'You know how I know?'

'How?'

'Because you haven't pulled the trigger yet.'

Rose's hand began to shake as her silent tears turned into sobs. She lowered the gun and handed it to the Doctor who handed it back to Kate before wrapping his arms around a sobbing Rose.

'It's okay,' he whispered into her hair as his hand rubbed comforting circles on her back.

Suddenly a shout echoed throught the room and the Doctor turned to see Martha doubled over on the ground. The Valeyard was running towards the vault containing the vortex manipulator.

'Martha!' yelled Mickey.

The man he was guarding took advantage of the distraction, getting to his feet and smacking Mickey across the head. Harold's guard was a bit slower and Harold knocked him out before he could get to his feet.

Rose ran over to Martha to check on her but the woman waved her off.

'I'm fine,' she said through sharp breaths. 'Stop the Valeyard.'

The Doctor didn't need her instruction. He was already racing across the room to where the Valeyard was once again trying to get to the vortex manipulator. He had just gotten the door open when the Doctor rugby-tackled him to the ground and they both tumbled into the vault.

The Doctor managed to get a couple of long-overdue punches in before the Valeyard managed to throw him off.

The Valeyard had just gotten back to his feet when Rose ran into him, almost sending to the ground once more. He managed to keep his footing, however, and pushed Rose off him, sending her flying into the Doctor. The pair untangled themselves from one another and sat up to see the Valeyard punching coordinates into the vortex manipulator that was now on his wrist.

'No,' growled the Doctor but it was too late.

With a triumphant smile, the Valeyard pushed one more button on the device and disappeared.

oOoOo

The Doctor, Rose, Mickey, and Martha stood outside the TARDIS. Kate had gone to the hospital (after much persuasion) to get her arm looked at and Harold and Reggie had gone to help spread the word that the Valeyard was gone.

'So I guess you'll be off, then,' said Mickey.

'You can handle yourselves from here,' said the Doctor. 'You don't need me anymore.'

'Thank you,' said Martha. 'For helping us… again.'

'It was my mess. Only right that I help clean it up.'

'Where do you think the Valeyard is now?'

'I don't know,' replied the Doctor, 'but I'm sure I'll come across him again. Next time he won't be so lucky.'

'What about me?' asked Rose who had been silent ever since the Valeyard had escaped. 'What do I do now that I'm like this?'

Part of the Doctor's mind was screaming at him to just grab her hand and never let her go but he had to give her a choice. He had put her through so much and he wouldn't blame her if she never wanted to see him again.

'That's up to you,' he said. 'You could come with me or you could stay here. Rose Tyler: Defender of the Earth. Your choice.'

'Do you want me to come?' she asked. The uncertainty in her eyes broke the Doctor's hearts. She still didn't realise how much he still cared about her.

'There's nothing I'd want more,' he said honestly, holding out his hand for her.

A smile slowly crept onto Rose's face and the Doctor matched her expression as she took his hand.

The moment was broken by Anna running up the alley. They turned to face her, their hands falling between them without letting go.

'I just saw Reggie and he said you were leaving,' said Anna, panting a little. 'I just wanted to say goodbye.'

The Doctor smiled at her and let go of Rose's hand so he could hold it out to shake Anna's.

'Goodbye Anna,' he said. 'Good luck, be magnificent, et cetera et cetera.'

'You too and thanks for everything,' said the teenager as she let go of the Doctor's hand. 'Anyway, I better go. I have a couple more walls to write on before I go find Dad.'

'See ya,' said Rose. 'And thanks for all your help. Your Dad's gonna be so proud of you.'

'Maybe eventually. After he recovers from the heart attack he is going to have when he hears that I helped start a revolution.'

Rose laughed and Anna bid them all one last goodbye before running back out of the alley.

'I guess it's my turn,' said Rose, turning to Martha and Mickey.

She embraced Mickey first. 'Thank you for everything, Mickey,' she said. 'I don't know what I've done without you.'

'The same thing only faster, probably,' replied Mickey.

Rose laughed and let her best friend go. 'That's not true and you know it.'

She turned to Martha and hugged her too. 'Look after him,' she said. 'And yourself. And my niece or nephew.'

Martha chuckled and pulled away. 'Take care of yourself. And take care of him,' she said, gesturing towards the Doctor.

The Doctor took this as his signal to say his goodbyes. He stepped towards Martha tentatively. She was probably going to hug him.

Sure enough, as soon as he was close enough, Martha wound her arms around his neck and pulled him in for a hug. He patted her back awkwardly.

'Goodbye, Doctor,' she said after puling away.

'This isn't goodbye,' he said. 'We'll come back and visit.'

'You'd better,' she said, poking him in the chest.

'Martha Jones. Don't ever change.'

He turned towards Mickey. 'Mickey the Idiot…'

'You're never gonna stop calling me that, are you?'

'Nope,' replied the Doctor holding out his hand.

'Didn't think so,' chuckled Mickey, shaking the Doctor's hand. 'See ya later, boss.'

oOoOo

Jack Spencer walked along the street towards his flat. Just a few more blocks with only five minutes to curfew... but that no longer worried him. Things were different now. The Minister of War was gone. He knew that it would take a while for England to return to normal but at the precise moment he was just too relieved to have survived it all and he decided to push all worry to the back of his mind and focussed on enjoying his walk home instead. So, he smiled at the brave teenager writing graffiti on the wall and stopped to read her messages of hope. He turned his head at the sound of a child crying across the street (she just wanted a piggyback ride from her father). And he turned on the spot when he heard the strange wheezing sound that came from a back alley a few blocks back.

He ran towards the noise and turned the corner just in time to see what looked like a blue box fade into thin air.

'Did you see that?' he asked the couple beside him.

They nodded, smiling knowingly.

'What was it?' he asked them.

'That was the Doctor,' said the woman.

'In the TARDIS,' continued the man. 'With Rose Tyler.'

Just as it should be.


	13. Epilogue

On a distant planet, thousands of years in the future, the Valeyard woke with a groan. He felt like he had gone ten rounds with a bulldozer but he was alive.

It had taken him an agonising long six months but he had managed to use the water planet's quite advanced (and quite stolen) technology to build another Chameleon Arch and extract the huon particles needed to make it work.

He slowly rose from the chair and scrubbed his hands over his face.

He looked out of the underwater window and watched the native fish swim past. When he first arrived, their scales looked silver to his human eyes but now he could see that they were actually different shades of red, yellow, and green.

He smiled as his mind caught up with his body and he recognised the double-rhythm of his hearts.

He walked over to his wardrobe and pulled out a clean dark blue suit. He quickly changed and examined his reflection in the mirror. Once happy with his appearance, he pulled out his (quite stolen) vortex manipulator. It was no TARDIS but it would do for now. He typed in some coordinates and the Valeyard disappeared into time and space. Next stop: Anywhere.

* * *

 **A/N: It's finally finished! Thank you to everyone who favourited, followed, or reviewed.**

 **I doubt I will do another sequel. It depends how desperate I get for fanfiction, I guess. I still have a couple more short stories that I want to write.**


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